Export Compliance, Sanctions, Anti-Corruption and Anti-Boycott Compliance

6/1/2016 – 1/23/2017

Export Compliance and Sanctions.  In the event that the commodity subject to this agreement is to be exported, each Party warrants to the other that it , and all others for whose actions it may be held accountable (hereafter “”the Parties”” or “”Party””), will comply with all applicable laws, regulations, rules and requirements relating to export and re-export control and sanctions, including but not limited to the US Export Administration Regulations, US Treasury Department’s Office of Foreign Assets Control regulations, the US International Traffic in Arms Regulations (together, “”Export and Sanctions Law””).  Nothing shall be shipped to, transshipped through, or sourced from, directly or indirectly, any country, company or individual or for any end-use that is prohibited under Export and Sanctions Law.  If either Party is or becomes identified on any government export denial, blocked, debarred, Specially Designated National, or other similar list, the other Party may terminate this agreement upon written notice to the other at any time. Each Party shall be excused from performance of any obligation under this agreement if such performance is prohibited under Export and Sanctions Law.
 
Anti-Corruption. The Parties warrant to each other that they shall comply with all applicable anti-bribery and anti-money laundering laws, rules, and regulations of the United States, European Union or any member state, the Republic of Singapore, and any other similar laws in all applicable jurisdictions.  These laws include, without limitation, the currently effective or successor versions of the U.S. Foreign Corrupt Practices Act; the UK Bribery Act 2010; the UK Money Laundering Regulations 2007; the UK Anti-Terrorism, Crime, and Security Act 2001; the Proceeds of Crime Act 2002; and the Singapore Penal Code.
 
Anti-Boycott.  Nothing in this agreement is intended to be, or shall be construed as, an agreement by either Party to take or refrain from taking any action that is or would be prohibited by or penalized under US anti-boycott laws or regulations.
 
Conflict of Interest.  Neither Party shall directly or indirectly, pay salaries, commissions, or fees, or make payments or rebates to employees or officers of the other Party, nor favor employees, officers, or the designees thereof of the other Party with gifts or entertainment of unreasonable cost or value, or with services or goods sold at less than full market value, or enter into business arrangements with employees or officers of the other Party, unless such employees or officers are acting as representatives of the other Party.

Violation and Remedy Provisions.  Either Party may terminate this agreement immediately upon written notice to the other, if the other Party is in breach of the above clauses or fails to cooperate by providing information demonstrating compliance. Violation of these clauses shall be deemed a material breach of this agreement.  Each Party agrees to indemnify the other for any fines, penalties, claims, losses, damages, costs (including legal costs), expenses, and liabilities that may arise as a result of the indemnifying Party’s breach of its obligations under these clauses. 

Order of Preference. In the event of a conflict between this section and any other provision, the terms of this section shall prevail.

Export Compliance, Sanctions, Anti-Corruption and Anti-Boycott Compliance

1/24/2017 – 11/21/2017

Export Compliance and Sanctions.  In the event that the commodity subject to this agreement is to be exported, each Party warrants to the other Party that it, and each other person or entity for whose actions such Party may be held accountable, will comply with all applicable laws, regulations, rules and requirements relating to export and re-export control and sanctions, including but not limited to the U.S. Export Administration Regulations, U.S. Treasury Department’s Office of Foreign Assets Control regulations, the U.S. International Traffic in Arms Regulations (together, “”Export and Sanctions Law””).  Nothing shall be shipped to, transshipped through, or sourced from, directly or indirectly, any country, company or individual or for any end-use that is prohibited under Export and Sanctions Law.  If either Party or any other person or entity for whose actions such Party may be held accountable is or becomes identified on any government export denial, blocked, debarred, Specially Designated National, or other similar list, the other Party may terminate this agreement upon written notice to the other Party at any time.  Each Party shall be excused from performance of any obligation under this agreement if such performance is prohibited under Export and Sanctions Law.

Anti-Corruption.  Each Party shall comply with all applicable anti-bribery and anti-money laundering laws, rules, and regulations of the United States, European Union or any member state thereof, the Republic of Singapore, and any other similar laws in all applicable jurisdictions including without limitation the currently effective or successor versions of the U.S. Foreign Corrupt Practices Act; the UK Bribery Act 2010; the UK Money Laundering Regulations 2007; the UK Anti-Terrorism, Crime, and Security Act 2001; the Proceeds of Crime Act 2002 and the Singapore Penal Code.

Anti-Boycott.  Nothing in this agreement is intended to be, or shall be construed as, an agreement by either Party to take or refrain from taking any action that is or would be prohibited by or penalized under U.S. anti-boycott laws, rules, or regulations.

Conflicts of Interest/Principles of Conduct.  Neither Party shall, directly or indirectly, pay salaries, commissions or fees, or make payments or rebates to employees or officers of the other Party; or favor employees or officers of the other Party or their designees with gifts or entertainment of unreasonable cost or value or services or goods sold at less than full market value; or enter into business arrangements with employees or officers of the other Party unless such employees or officers are acting as representatives of the other Party.  Phillips 66 and its subsidiaries are committed to the highest standard of business ethics and conduct.  Expectations of business partners of Phillips 66 and its subsidiaries can be found in the Phillips 66 Business Partner Principles of Conduct, available at WWW.PHILLIPS66.COM.

Violation and Remedy Provisions.  Either Party may terminate this agreement immediately upon written notice to the other Party if the other Party is in breach of the above clauses or fails to cooperate by providing information demonstrating compliance herewith.  Violation of these clauses shall be deemed a material breach of this agreement.  Each Party agrees to indemnify the other Party for any fines, penalties, claims, losses, damages, costs (including legal costs), expenses, and liabilities that may arise as a result of the indemnifying Party’s breach of its obligations under these clauses.

Exporter of Record (Phillips 66 Company is Exporter of Record)

10/1/2019 – 7/1/2021

The Parties agree that all U.S. exports must be in accordance with the U.S. Export Administration Regulations.  Diversions or transshipments contrary to U.S. law are prohibited. When P66 transacts in a commodity for export with a U.S. counterparty and P66 is responsible for the movement of the commodity and pays associated freight costs, P66 is considered the USPPI and responsible for preparing and filing the Electronic Export Information (EEI) and any other required export documentation with the U.S. Government.  Counterparty is responsible for all compliance requirements related to importation into the destination country.

When Phillips 66 Company (P66) transacts in a commodity for export with a U.S. counterparty and the U.S. counterparty is responsible for the movement of the commodity and pays associated freight costs, the U.S. counterparty is considered the U.S. Principal Party in Interest (USPPI) and responsible for preparing and filing the EEI and any other required export documentation with the U.S. Government. Counterparty is also responsible for all compliance requirements related to importation into the destination country.

Exporter of Record (Counterparty is Exporter of Record)

10/1/2019 – 7/1/2021

The Parties agree that all U.S. exports must be in accordance with the U.S. Export Administration Regulations.  Diversions or transshipments contrary to U.S. law are prohibited.

When P66 transacts in a commodity for export with a U.S. counterparty and P66 is responsible for the movement of the commodity and pays associated freight costs, P66 is considered the USPPI and responsible for preparing and filing the Electronic Export Information (EEI) and any other required export documentation with the U.S. Government.  Counterparty is responsible for all compliance requirements related to importation into the destination country.

When Phillips 66 Company (P66) transacts in a commodity for export with a U.S. counterparty and the U.S. counterparty is responsible for the movement of the commodity and pays associated freight costs, the U.S. counterparty is considered the U.S. Principal Party in Interest (USPPI) and responsible for preparing and filing the EEI and any other required export documentation with the U.S. Government. Counterparty is also responsible for all compliance requirements related to importation into the destination country.

Importer of Record (Counterparty is Importer of Record)

8/12/2016 – 9/30/2019

Counterparty is the importer of record and responsible for U.S. customs broker and US import fees. 

Seller warrants country of origin of product and that product does not originate from any country subject to U.S. economic sanctions or embargoes.  Seller agrees to provide Buyer a completed certificate of origin prior to discharge of Product at Buyer’s U.S. facility.  Seller agrees to provide, upon request, other written information and records evidencing the origin, manufacture, chain of custody and shipment of the Product pursuant within 21 days of receipt from Buyer if Buyer needs the information to respond to a request for information from U.S. Customs and Border Protection.

For imports from Canada into the United States for which counterparty is the Importer of Record for U.S. C.B.P. reporting purposes, counterparty is a Canadian company, and Phillips 66 is designated as the ultimate consignee on the Customs Entry, counterparty shall send notification to DOEREPORTING@P66.COM within two business days of entry summary which shall include counterparty name, merchandise country of origin, entry number, port code of entry, product type, quantity, API gravity, and sulfur content for each product shipment.

Importer of Record (Phillips 66 Company is Importer of Record)

8/12/2016 – 9/30/2019

Phillips 66 Company is the importer of record and responsible for U.S. customs broker and US import fees. 

Seller warrants country of origin of product and that product does not originate from any country subject to U.S. economic sanctions or embargoes.  Seller agrees to provide Buyer a completed certificate of origin prior to discharge of Product at Buyer’s U.S. facility.  Seller agrees to provide, upon request, other written information and records evidencing the origin, manufacture, chain of custody and shipment of the Product pursuant within 21 days of receipt from Buyer if Buyer needs the information to respond to a request for information from U.S. Customs and Border Protection.

For imports from Canada into the United States for which counterparty is the Importer of Record for U.S. C.B.P. reporting purposes, counterparty is a Canadian company, and Phillips 66 is designated as the ultimate consignee on the Customs Entry, counterparty shall send notification to DOEREPORTING@P66.COM within two business days of entry summary which shall include counterparty name, merchandise country of origin, entry number, port code of entry, product type, quantity, API gravity, and sulfur content for each product shipment.

Privileged and Confidential Transactions

6/1/1999 – 11/20/2014

Phillips 66 Company is the importer of record and responsible for U.S. customs broker and US import fees. 

Seller warrants country of origin of product and that product does not originate from any country subject to U.S. economic sanctions or embargoes.  Seller agrees to provide Buyer a completed certificate of origin prior to discharge of Product at Buyer’s U.S. facility.  Seller agrees to provide, upon request, other written information and records evidencing the origin, manufacture, chain of custody and shipment of the Product pursuant within 21 days of receipt from Buyer if Buyer needs the information to respond to a request for information from U.S. Customs and Border Protection.

For imports from Canada into the United States for which counterparty is the Importer of Record for U.S. C.B.P. reporting purposes, counterparty is a Canadian company, and Phillips 66 is designated as the ultimate consignee on the Customs Entry, counterparty shall send notification to DOEREPORTING@P66.COM within two business days of entry summary which shall include counterparty name, merchandise country of origin, entry number, port code of entry, product type, quantity, API gravity, and sulfur content for each product shipment.